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How definitive the wording is.This transaction
This mergerCounterparty株式会社ゆめマート北九州, 株式会社サンライフ
Disclosing companyIZUMI CO.,LTD.
TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Target company
Sale of food and other products through supermarket operations
Location Higashi-ku, Kumamoto, Kumamoto Prefecture, Yahatanishi-ku, Kitakyushu, Fukuoka Prefecture, Oita City, Oita PrefectureShare capital ¥257 million, ¥100 million, ¥10 millionDate of incorporation 29 July 2003, 15 February 1971, 16 October 1969
Net Sales¥108,709 million (fiscal year ended February 2026), ¥25,391 million (fiscal year ended February 2026), ¥4,944 million (fiscal year ended February 2026)
Operating profit¥165 million (fiscal year ended February 2026), ¥237 million (fiscal year ended February 2026), -¥18 million (fiscal year ended February 2026)
Net income for the current fiscal year-¥181 million (fiscal year ended February 2026), ¥15 million (fiscal year ended February 2026), -¥27 million (fiscal year ended February 2026)
Net assets¥85,616 million (fiscal year ended February 2026), ¥4,300 million (fiscal year ended February 2026), ¥1,522 million (fiscal year ended February 2026)
Consideration and expenses
Acquisition priceNo new shares will be issued and no cash or other assets will be allocated in connection with this merger.
Type of ConsiderationNo consideration (no issuance of new shares or allocation of cash or other assets)
Impact on Business Performance
The impact of this merger on the Company's consolidated results will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionApproval at the shareholders' meetings of the companies involved (予定 December 2026)
Management structure after acquisitionThe corporate name will be 株式会社ゆめマート九州 and the representative will be Representative Director Yamano Masamichi (山野 正道). There will be no change to the location, business activities, capital or fiscal year-end. Employee treatment: not disclosed
| Item | Details |
|---|---|
| Transaction name | This merger |
| Counterparty name | 株式会社ゆめマート北九州, 株式会社サンライフ |
| Name of the Subject Company | 株式会社ゆめマート熊本, 株式会社ゆめマート北九州, 株式会社サンライフ |
| Business Description of the Subject Company | Sale of food and other products through supermarket operations |
| Location of the Subject Company | Higashi-ku, Kumamoto, Kumamoto Prefecture, Yahatanishi-ku, Kitakyushu, Fukuoka Prefecture, Oita City, Oita Prefecture |
| Capital Stock of the Subject Company | ¥257 million, ¥100 million, ¥10 million |
| Date of Establishment of the Subject Company | 29 July 2003, 15 February 1971, 16 October 1969 |
| Net Sales of the Subject Company | ¥108,709 million (fiscal year ended February 2026), ¥25,391 million (fiscal year ended February 2026), ¥4,944 million (fiscal year ended February 2026) |
| Operating Profit of the Subject Company | ¥165 million (fiscal year ended February 2026), ¥237 million (fiscal year ended February 2026), -¥18 million (fiscal year ended February 2026) |
| Net Income of the Subject Company | -¥181 million (fiscal year ended February 2026), ¥15 million (fiscal year ended February 2026), -¥27 million (fiscal year ended February 2026) |
| Net Assets of the Subject Company | ¥85,616 million (fiscal year ended February 2026), ¥4,300 million (fiscal year ended February 2026), ¥1,522 million (fiscal year ended February 2026) |
| Acquisition price | No new shares will be issued and no cash or other assets will be allocated in connection with this merger. |
| Type of Consideration | No consideration (no issuance of new shares or allocation of cash or other assets) |
| Voting rights ownership percentage | Before 100% owned by IZUMI CO.,LTD. in each case (after not disclosed) |
| Impact on Business Performance | The impact of this merger on the Company's consolidated results will be immaterial. |
| Date of board resolution | 13 October 2026 |
| Contract Date | 13 October 2026 |
| Execution Date / Effective Date | 1 March 2027 (予定) |
| Conditions Precedent to Execution | Approval at the shareholders' meetings of the companies involved (予定 December 2026) |
| Management structure after acquisition | The corporate name will be 株式会社ゆめマート九州 and the representative will be Representative Director Yamano Masamichi (山野 正道). There will be no change to the location, business activities, capital or fiscal year-end. Employee treatment: not disclosed |
Items this document does not state (12)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial Committee
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.To review the business operating structure among the subsidiaries in the Kyushu area, strengthen sales support functions, improve and enhance the efficiency of administrative and back-office functions, and strengthen group governance.
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